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Filing Details

Accession Number:: 0001181431-13-023654
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-04-26 17:39:38
Reporting Period:: 2013-04-24

Filing Date:: 2013-04-26
Accepted Time:: 2013-04-26 17:39:38
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1444363	Gain Capital Holdings Inc.	GCAP	Commodity Contracts Brokers & Dealers (6221)	204568600

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1536870	Michel Daher	Ferzol Main Road, Po Box 241 Ferzol M8 M8	No	No	Yes	No
1537950	Abdallah Daher	Po Box 241 Ferzol Main Road Ferzol M8 M8	No	No	Yes	No
1562059	Ltd Assets Global Master	Walkers Corporate Services (Bvi) Limited Walkers Chambers 171 Main Street Road Town Tortola D8 D8 VG91110	No	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-04-24	14,400	$5.52	4,707,784	No	4	P	Direct
Common Stock	Acquisiton	2013-04-25	492,216	$5.58	5,200,000	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct
No	4	P	Direct

Footnotes

This is an average price. The shares of common stock purchased on April 24, 2013 were purchased pursuant to numerous transactions at an average price of $5.5181 per share, a high price of $5.55 per share and a low price of $5.50 per share. The reporting persons undertake to provide to GAIN Capital Holdings, Inc. ("GAIN"), any security holder of GAIN, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (1) to this Form 4.
The shares reported on this Form 4 are owned directly by Master Global Assets Limited ("MGAL"). This Form 4 is being filed jointly by MGAL, Michel Daher and Abdallah Daher. Michel Daher and Abdallah Daher may be deemed to indirectly beneficially own the shares owned directly by MGAL because they are both the owners and directors of MGAL. Michel Daher and Abdallah Daher disclaim beneficial ownership of such shares except to the extent of their respective pecuniary interest therein. The filing of this statement shall not be deemed an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, Michel Daher or Abdallah Daher is the beneficial owner of any of the securities reported herein.
This is an average price. The shares of common stock purchased on April 25, 2013 were purchased pursuant to numerous transactions at an average price of $5.5784 per share, a high price of $5.65 per share and a low price of $5.47 per share. The reporting persons undertake to provide to GAIN, any security holder of GAIN, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
On April 8, 2013, MGAL entered into an agreement (the "Agreement") with a large holder of GAIN Common Stock for such holder to sell to MGAL 2,000,000 shares of GAIN Common Stock. On April 9, 2013, such holder repudiated and breached the Agreement. MGAL does not intend to seek specific performance of the Agreement. Accordingly, the reporting persons are not beneficial owners of such 2,000,000 shares and expressly disclaim any such beneficial ownership. However, MGAL reserves the right to seek monetary damages against such holder for such breach.